Intellectual Property and Information Clause Samples

Intellectual Property and Information. Unless expressly set forth in this Agreement, the Intellectual Property Agreement or in any Collateral Agreement, no title, right or license of any kind is granted to Buyer pursuant to this Agreement with respect to the Intellectual Property or Information of Seller or any Affiliate of Seller, either directly or indirectly, by implication, by estoppel or otherwise.

Intellectual Property and Information. INTELLECTUAL PROPERTY RIGHTS

Intellectual Property and Information. (a) Section 2.01(a)(ii) of the Seller Disclosure Schedules sets forth a correct and complete list of all (i) issued patents and patent applications, (ii) registrations and applications for Marks, (iii) Internet domain names and (iv) registrations and applications for copyrights, in each case which are owned by any Sellers in any jurisdiction in the world and used or held for use primarily by the Business. The Intellectual Property set forth (or required to be set forth) on Section 2.01(a)(ii) of the Seller Disclosure Schedules for which a registration has been issued by a governmental intellectual property office as of the Agreement Date (the “Business Registered IP”) is subsisting, valid and, to the Knowledge of Sellers, enforceable. Except as set forth on Section 3.13(a) of the Seller Disclosure Schedules, a Seller is the sole and exclusive owner, free and clear of all Liens, other than Permitted Liens, of all right, title and interest in and to the Business Registered IP and, to the Knowledge of Sellers, Sellers are the sole and exclusive owners, free and clear of all Liens, other than Permitted Liens, of all right, title and interest in and to the Business Intellectual Property that is not comprised of the Business Registered IP. None of the Business Intellectual Property is subject to any judgment, injunction, stipulation or other order or ruling of any Governmental Authority adversely affecting any of the Sellers’ rights to such Business Intellectual Property. The patents and copyrights set forth on Section 2.01(a)(ii) of the Seller Disclosure Schedules constitute all of the patent assets and copyright registrations that have been applied for by Sellers or their Affiliates that cover, are embodied by or otherwise relate to the Business Proprietary Software. The Business Proprietary Software does not utilize the trademark rights of any Person other than the Sellers and their Affiliates. (b) The conduct of the Business as currently conducted does not Infringe, and, to the Knowledge of Sellers, has not in the past five (5) years Infringed, upon the Intellectual Property of any other Person. (c) Except as set forth on Section 3.13(c) of the Seller Disclosure Schedules, no Seller has received any written claim or notice from any Person during the five (5)-year period prior to the Agreement Date alleging that the conduct of the Business Infringes any Intellectual Property of any other Persons. (d) (i) to the Knowledge of Seller, no Person is currently enga...

Intellectual Property and Information. INTELLECTUAL PROPERTY RIGHTS‌ Allocation of title to IPR

Intellectual Property and Information. 7.1 Each party owns all right, title and interest in and to all copyrights, trademarks, patents, database rights and all other intellectual property and other rights in and to all its services, information, content and data that exist prior to the date of these terms. 7.2 The Company provides no assurance or warranty of confidentiality relating to the information, content and data that are provided by the Participant, but will not knowingly publish the Participant's information, content or data unless the Participant has given its prior consent. The Participant shall not disclose to the Company the confidential information or personal data of any third-party. 7.3 The Participant agrees that the Company may collect, use, disclose and otherwise deal with any information, content and data derived or arising from or relating to the Company services that are provided under the grant, for algorithm training, analysis, benchmarking, analytics, marketing, mining, business intelligence and any other purposes in the Company's ordinary course of business. All information, content and data under this clause shall be in aggregate and anonymous form only.

Intellectual Property and Information. INTELLECTUAL PROPERTY RIGHTS Allocation of title to IPR Save as expressly granted elsewhere under this Contract: ) the Customer shall not acquire any right, title or interest in or to the Intellectual Property Rights of the Supplier or its licensors, includ- ing:

Intellectual Property and Information technology (i) Details of all rights in any Intellectual Property (other than copyright and unregistered designs) owned by any member of the Group have been set out in Schedule 5. (ii) Details of all licenses granted to or by any member of the Group in respect of any Intellectual Property have been provided to the Purchaser including, without limitation, the grantee or grantor (as the case may be), the license fee payable, limit as to time or any other limitation, right of termination or restriction. (iii) No member of the Group has granted or is obliged to grant any license, sub-license or assignment in respect of any Intellectual Property owned or otherwise required for the business of that member. (iv) No member of the Group nor any party with which such member has contracted is in breach of any license, sub-license or assignment granted to or by it in respect of any Intellectual Property owned or otherwise required for the business of that member. (v) There is no, nor has there been at any time during the past two years any, unauthorized use or infringement by any person of any of the Intellectual Property owned or otherwise required for the business of any member of the Group. (vi) All rights in Intellectual Property owned or otherwise required for the business of any member of the Group are vested in or validly granted to the member of the Group concerned and are not subject to any limit as to time or any other material limitation, right of termination or unusual restriction and all renewal fees and steps required for their maintenance or protection have been paid and taken. (vii) The IT Systems are owned by, or properly licensed, leased or supplied under third party contracts to, members of the Group. The relevant member of the Group is not in default under any of those third party contracts. (viii) There are no circumstances in which the ownership, benefit, or right to use the IT Systems may be lost, or rendered liable to termination, by virtue of the performance of this Agreement. (ix) The IT Systems have not failed to any material extent and the data that they process has not been corrupted. (x) The IT Systems are adequate for the needs of the Group’s businesses. (xi) Each member of the Group complies with all applicable data protection laws, and neither the Group nor any member of the Group has received any notice or allegation alleging that any member of the Group has not complied with any of them.

Intellectual Property and Information. 4.1 The parties agree that: A1 Sponsor owns *NERFs to WSU and Students A2 Sponsor owns No NERFs A3 Sponsor owns NERF to WSU B1 WSU owns No NERFs B2a Students own No NERFs B2b Students own NERF to WSU and Sponsor B3 WSU owns Open source licensing B4 Students own NERF to WSU B5 WSU owns NERF to Sponsor [Option A1: Subject to the reservation below, Sponsor will own IP Rights. In order to implement the same, University agrees to use reasonable efforts to secure from Students a written assignment of IP Rights in favor of Sponsor, such assignment reserving a non-exclusive, royalty-free license for Students and University to practice IP Rights and Inventions.] [Option A2: Sponsor will own IP Rights. In order to implement the same, University agrees to use reasonable efforts to secure from Students a written assignment of IP Rights in favor of Sponsor.] [Option A3: Sponsor will own IP Rights. In order to implement the same, University agrees to use reasonable efforts to secure from Students a written assignment of IP Rights in favor of Sponsor. Sponsor agrees to grant and hereby grants to University a non-exclusive, royalty-free license, with the right to sublicense, to IP Rights and Inventions.] [Option B1: University will own Inventions and IP Rights.] [Option B2a: Students will own Inventions and IP Rights.] [Option B2b: Students will own Inventions and IP Rights. University agrees to use reasonable efforts to secure from Students a written non-exclusive, royalty-free license for Sponsor and University to practice Inventions and IP Rights.] [Option B3: University will own IP Rights and Inventions. University agrees that Inventions will be made available under an open source license.] [Option B4: Students will own Inventions and IP Rights, and will grant University a non-exclusive, royalty-free license, with the right to sublicense, to IP Rights and Inventions..] [Option B5: University will own Inventions and IP Rights. University agrees to use reasonable efforts to secure from Students a written a non-exclusive, royalty-free license for Sponsor to practice Inventions and IP Rights for internal research and development purposes only. To the extent that University does not secure such license directly from Students, University agrees to grant Sponsor a license of the same scope recited in the prior sentence.] 4.2 Sponsor shall have the right to use data, information, and reports that are prepared by Students in performance of the Project in any manner Sponsor dee...

Intellectual Property and Information. Holmusk Europe and each Participant owns all right, title, and interest in and to all copyright, trademarks, patents, database rights and all other intellectual property and other rights in and to all its services, information, content and data that exist prior to the date of these Terms of Participation. Holmusk Europe provides no assurance or warranty of confidentiality relating to the information, content and data that are provided by Participants in the Competition, but will not knowingly publish Participants' confidential information, content or data unless the Participant has given their prior written consent. Participants shall not disclose Holmusk Europe confidential information or personal data of any third-party as provided below in Section 9.